Crossing Canyons
by UsuallyPaintedBlue
Summary: Between them was a vast emotional canyon filled with unspoken words, left turns, almost touches, and snarky banter. And The Doctor, infinite in wisdom and everything timey-wimey, was teetering dangerously close to the edge of it all.
1. Entirely Impossible

A/N: This'll probably be a short one, only three chapters or so. Just exploring Eleven's and Clara's relationship, all that comes with it, etc. There will be M rated content, so watch out for that later on. Oh, the timey-wimey angst, it's killing me! Here we go!

**Songs to inspire feels: Saving Josh by Trevor Morris**

** Dark Rift by God Is An Astronaut **

* * *

Clara Oswin Oswald: the impossible girl. According to The Doctor, the only mystery worth solving. In his infinite wisdom that comes with being a nine-hundred-something-old Time Lord, through rifts and tears in space, how could such a phenomenon be wrapped in such a…_tiny skirt?_

And from the UK.  
_ Why are they always from the UK?  
_

She was a question that needed answering; a puzzle in desperate need to be solved, and he would solve it if they had to travel to the end of space (which, admittedly, he'd done a handful of times before). There was only one thing in the universe that irked him more than not knowing all the answers. Something so basic yet so complicated that it annoyingly clung to him with each regeneration.

There it was in front of him- tight skirt and all, checking into the Oceanic Hilton of Besipaari like she wasn't five-hundred-and-eighty-seven light years from Earth. There _he_ was, watching her from behind a tourist brochure with that softened expression of pride. Between them, a vast emotional canyon filled with unspoken words, left turns, almost touches, and snarky banter. And The Doctor, infinite in wisdom and everything timey-wimey, was teetering dangerously close to the edge of it all.

He sighed deeply, brows slightly furrowed, and leaned against a large pillar in the lobby.  
_ Clara, my Clara. Perfect for me in every way _he thought as she made her way over to him with two holocards in hand.

"Chin-up Chin Boy! What's bothering you?" she quipped in her usual assertive, quirky voice. "Feeling guilty about manipulating our way into staying here, because it was _your_ idea to do this for my birthday…But yeah, psychic paper; good for everything, that is."

The Doctor stared on vacantly before responding. "No, no, that's not it. I was just…reminiscing." Unsatisfied with his answer, she quirked an eyebrow. "Fond memories. I've been to this planet before, Clara, nothing to worry about." He cupped her cheek lightly and the corners of her mouth turned up into a crooked smile.

_He's doing it again, turning off his thoughts like a light._ _He doesn't have to be like this…like he can't tell me…he could tell me anything…  
_

"Oh, so he doesn't _just_ kidnap girls in his blue snog box. He takes them to fancy hotels too!" Clara handed him his holocard. "Well, you _are _full of surprises, aren't you, Doctor?"

Blushing profusely, he grabbed his card and stammered in embarrassment. "This is not…I never…we didn't…it ISN'T a _'snog box'_!" he hissed.

"Whatever you say, Chin Boy." She said and turned on her heels towards the lift. "I'll see you upstairs!" she shouted as the lift doors closed, completely oblivious (_or extremely intentional_) of the implication.

Now fully aware of the stares he received, he hunched his shoulders and marched outside to park the TARDIS inside his hotel room, mumbling all the way.

* * *

The outside of the hotel was stunning, a massive chrome sphere sat atop a flatter lower level in the middle of the Besipaari Ocean. However, it didn't compare to the view from the penthouse suite she had checked herself into. Floor to ceiling windows framed the sun's dissension, a brilliant pink melting into a cerulean sky. In the East shone two beautiful violet moons, both larger than Earth's, being that this was an entirely aquatic planet.

With all her luggage in the TARDIS, Clara dashed around the suite to explore. One large bathroom equipped with his and her sinks, a jet pool tub, and a fully stocked vanity of cosmetics. Fireplace, sitting room, mini bar; all the essentials. And then she saw the bedroom. Oh yes, the psychic paper was _definitely_ going on her Christmas list this year.

_Oh my God…._

Clara immediately sprung for the bed, kicking off her shoes along the way, barely acknowledging The Doctor leaning casually against the doorframe.

"You..sure..do..a..lot of..leaning, Doctor," she panted between jumps.

He passed off her statement, entirely unamused. "Did you know we're booked into the same room?" he asked attempting to sound calm, turning the holocard over in his hand.

"Did you know that this is a _hover-bed?"_

"Did you tell them we were a couple?"

"I told them I was your companion."

"Clara_!"_

_ "_Doctor!_"_

_ "_Cla_ra!"_

"Well, it's true!" she exclaimed, hopping off the bed and going into the TARDIS to grab her belongings. He followed close behind her. "We're two people traversing space and time together. So _technically_ we are a couple."

He was glowering now, a proverbial raincloud hung over his head while he sulked in his little corner of woe. "Yes, but, we don't do…'couple-y' things, you _know,"_ The Doctor pursed his lips, doing the most childish kissing impression Clara had ever seen; she couldn't stifle her laughter. "It's not funny Clara."

She grabbed her pack from the guest room, stuffing her clothes inside. "Actually, yes, it is."

"No, it's not, because what you did downstairs now suggests something, and we are not something…_ing," _he emphasized, flailing his hands for good measure.

Clara clucked her tongue. The Doctor was genuinely considering this an issue.

Beneath that bowtie and floppy hair, something was clearly wrong. Clara noted that he had become increasingly guarded during their travels together. Just when she thought he was going to let her in, he panicked and pushed her back out again. Is this what he did to all of his companions? Show them everything and everywhen, break down the walls of all they knew, and then place iron bars around the one who saved them?

Clara turned to look at him, to search those ancient blue eyes for a sign that might show her what exactly was going on inside his brilliant mind, but she couldn't reach him. The canyon still lay between them and there the canyon would stay unless he reached out to meet her halfway.

She'd had enough of it.

"So what?" she asked.

_There, plain and simple. No more dancing around the subject. _

"What 'so what'?" he replied despondently.

"_So, _who cares what they think? I've been travelling with you for…a very long time, now. We've stood up against Daleks and Cybermen and zombies and gods…" Clara watched his eyes grow dark and she knew she was prying open a part of him that probably hadn't seen the light of day in centuries. "Since when did The Doctor care what anyone thought of him?"

He breathed in heavily and closed his eyes, subtly increasing the distance between them. Clara noticed. "It's not anything for you to understand, Clara. It's me, it's not anyone else, I simply can't…"

"Yes, yes you can." Clara took a step forward. "Time Lord of Gallifrey, Lonely God, savior to a billion worlds, and you can't even speak coherent sentences to me!"

"Who says I have to!" he snapped. He had never turned on her like this before, and she flinched when he raised his voice. "_I'm_ the Time Lord _with_ the TARDIS, and no where does it say in the _history of everything_ that I have to explain myself to _anyone_."

She was angry now and The Doctor could see it. Angry because he was a stubborn little boy trapped in an ancient alien's body and he wouldn't admit it.

Clara was shaking ever so slightly, throat tight from holding back the tears that welled up when she was frustrated, her voice nothing but a whisper. "I didn't say you had to tell me anything. You've told me you knew me in two different lifetimes, expect me to believe you, bring me near death…And you, _you_ scare me more than anything else in existence. But I handed you my life when I walked into all this, Doctor. I just thought that maybe you'd share more than your life with me."

Whatever he was masking with his outburst was trying to break free. She needed to remind herself that anger wasn't an emotion, but a reaction to being hurt in some way. And he was only hurting himself with whatever he was guarding from her.

The tension was thick between them, the silence screaming a thousand unspoken words which echoed across that vast canyon. Neither of them looked at each other, too openly wounded to face another round.

The Doctor gently cleared his throat and made for the door, pausing briefly before leaving. "I'll sleep in the TARDIS tonight, Clara. It's your birthday you should…you should enjoy it." He glanced at her through his fringe, offering that subtle smile which didn't quite reach his eyes. And then he was gone, leaving her a bundle of frustration and confusion.

Clara wiped her eye with her sleeve.

_And he thinks _I'm_ impossible…_


	2. Doctor, Doctor

**A/N:** And chapter 2 is here!  
I was honestly surprised with how many notification emails I received after posting the first chapter. Thank you so much for taking the time to read my work. Your reviews mean the world to me.

There's a part of me that just had to take this somewhere beyond three chapters. Please don't hate me. It just means more chapters for fluff lol  
**Here's my new tumblr:**** usuallypaintedblue . tumblr . com.** If you have tumblr, please follow me. There, we can chat and discuss plot devices and all things Doctor related ;)

**A/N (update): **This is what happens when you post something on your birthday. You get all excited and forget to spell check things. I also forgot to provide my playlist for this chapter:

The Mating Game by Bittersweet  
Dream Within A Dream by Glitchmob  
Kingdom by David Gahan  
Pumpkin Soup by Kate Nash

* * *

Victorian London became the safe guard for every feeling The Doctor never wanted to experience again. He quite literally had his head in the clouds, tormented by the loss of the Amy and Rory…

_ Pond…glorious, Pond. The girl who waited for a madman in a box…_

Maybe that was all he was; a madman who stayed a madman, only changing his face to charm others into keeping him company.

_I'm one fantastic party trick…_

He was a lonely madman. _A selfish madman. _

The selfishness should have ended in Victorian London when he vowed to live out his days solitarily, ceasing to meddle in the affairs of human beings. His plan was being executed rather smoothly up until he met Clara Oswald.

For the second time.

Entirely fearless, carless even, flirtatious and _impossible_. She captured his interest like a moth to a flame. The Doctor thought she was utterly spectacular. Except, the one curse that comes with running alongside The Doctor, is someone usually dies. Without intending to, he could make anyone forget their mortality because he'd shown them how to live like it was their last day. Clara Oswald was no exception. Spectacular she was, yes, but twice dead, and now back from the grave.

"And scattered throughout time," he said to himself, not quite sure if that was even the correct conclusion. He ran his hands along the console of the TARDIS, analyzing a frozen image of Clara from old security footage. "But that's half of the fun, isn't it old girl? Not knowing the answers." The TARDIS hummed affectionately, her sentient being responding to his inquisitive concern.

"I know, I know…the other half is all messy and complicated…" he shrugged and went underneath the main deck as he continued his routine tune-up.

Feelings_ are messy and complicated…_

The memory of Rose still burned fresh in his mind, not in the same way it had with his previous incarnation. That was the thing about regeneration; a Time Lord's previous lives felt a bit like waking up from a dream, as if seeing everything through frosted glass. The memories of his feelings were there in his head, but not present in his soul.

The bonds that tie us together take time to grow and develop, and in a moment they can be so easily broken. Perhaps he was more human than anyone else, maybe two hearts endured more pain than one, and maybe, just maybe, The Doctor was tired of tripping headfirst over the boundaries of his willpower.

The Doctor climbed back up the steps slowly, deeply regretting his outburst at Clara in the earlier hours of the evening. It was nearing eleven o'clock, and according to the brochure he had been surveying in the lobby, a masquerade of some sort would be taking place that evening in the Neptunian ballroom.

_A night of dancing,_ he thought. _Cliché, but should most likely burry the hatchet between us…I hope._

As brilliant as he was, women were an immensely complex species with a mind that couldn't be completely understood, even by The Doctor. After all the time he spent getting to know Clara, it should have been no surprise to find the room empty and the brochure on her bed. Not because he was used to her running off on her own in the midst of peril, rather, this time, she chose to go on an adventure by herself.

Because this night was about Clara and she was calling the shots.

And The Doctor came upon the realization that, unlike him, she didn't need to have him with her to fill the loneliness.

* * *

Part of Clara wished that she had informed The Doctor of her absence that evening, just to fill the selfish desire of rubbing it in his face. She wasn't the type of woman who typically went out of her way to present herself seeking for attention, but she needed to admit that she looked exquisite. Nothing felt as uniquely empowering as the soft, light fabric of a new dress against your skin. She was clad in a form fitted nude cocktail dress with long sleeves, a revealing 'v' of sheer, rhinestone embedded material exposing the skin of her back. Beneath her tousled, chocolate waves, her tan complexion glowed.

_God, he'd be completely slack jawed, the idiot…_she laughed.

It was a cruel thought, really, but after their little episode in the TARDIS, Clara needed room to breathe. She wasn't going to wait for him anymore. The awestruck wonder and playfulness was fun at first, but there was a time to put it aside. For all the times he'd made her feel superhuman, there were an equal number of moments when he reduced her to nothing but a girl. Then there were moments when his guard was down, the rift separating man from boy dissipated, and the two of them connected. As much as she loved his eccentric personality and care-free attitude, Clara longed for the side of The Doctor that was all man and…

_All-together charming…_

She shuddered.

The very core of her being yearned for him to wake up and realize she was what he wanted most. There was a time when she herself denied there was anything between them, but she'd be daft to continue to lie about what was so obviously stirring in that TARDIS. All the sideways glances, a brush of the shoulders here, a hand on her cheek there…

All her thoughts turned to The Doctor and how much she longed for him to be with her tonight, to grab her hand for a reason other than running away.

Clara would be twenty-eight at the stroke of midnight, and as far as she was concerned, it had been far too long since she last felt like a woman.

_If he's not going man up and treat me like the woman I am, I'll just have to treat myself, then, _she thought as she strode down the hallway, hips swaying confidently with every step that brought her closer to the ballroom.

Spectrums of blue, purple, and gold reflected from the domed glass of the room, shining through the curved entrance Clara stood wide eyed beneath. Marine life swam around and over the complex, an alien Sistine Chapel of wonder and tranquility watching over the creatures below. Humans influenced the traditions of thousands of planetary cultures when they spread across the universe like wildfire. Foreign life forms, and some familiar, engaged in conversation, couples hid in the shadows away from prying eyes, and masked strangers moved rhythmically to music that was traditional but reminiscent of Earth. The beat was hypnotizing, pulsing into her veins and feeding her adrenaline. More than ready to join the party, Clara donned her simple yet elegant lace mask, one she purchased at a fashion kiosk after leaving the hotel room.

"Right," she inhaled deeply before pushing herself to head inside. "Here we go."

* * *

The Doctor paced the hotel room floor, entertaining the thought of going after her and argued with himself over a dozen possible outcomes if he did so.

"I could go after Clara, apologize for being a complete git, and everything will be back to the way it was; yes, perfect."

_ No, not perfect. Apologizing indicates you've done something wrong…which you have…but! By making things right, it means you have to tell the truth._

"I could…lie. It's not like I haven't lied before, you know, it'd be to…to...to protect her."

_More like protecting yourself, you coward.  
_

"Shut up, I know!" He paused."I'm having a conversation with myself again," he said fully deadpanned and flopped backwards onto the bed. "Note to future regeneration: refrain from self-directed psycho babble…and learn better courting skills."

His best three-piece suit hung in one of two closets used for special occasions (the other, of course, was for bowties). Even from inside it seemed to be taunting his disposition, challenging him to put it on and 'save the day' like he always did, but this wasn't any ordinary space adventure.

_Personal matters are far more complicated… _

He turned onto his side, burring holes into The TARDIS with his eyes from where he lay. She was his oldest companion. Why couldn't she have stayed in her human form?  
"Could've married you," he surmised, voice muffled by a pillow. "But then we wouldn't have gotten very far, would we, old girl?"

The TARDIS whirred and hummed. She was in there, alive and thriving still; she knew him more intimately than anyone. He smiled and shook his head.

"What am I doing!" He shot off the bed like an electric current had run straight through him. "I'm The Doctor. I don't sit and mope around hopelessly - no, I _make_ things right. And right now, there is a Miss Clara Oswald attending a party without me."

As if on cue, the TARDIS' doors swung open and The Doctor sprinted inside straight to find his suit. "Oh, you are brilliant, you sexy thing you." Catching his reflection on the mirror, he stopped to adjust his bowtie and smirked. "Okay then, right…_Geronimo_."

* * *

In the midst of the heat of the crowd, nursing her drink with a particularly spacey kick, Clara wondered how much of her normal life she'd sacrificed for these incomparable adventures. The knowledge gained was far beyond anything she could have imagined, but what good is the knowledge you gain from the experience if it's constantly changing. What use would it be when she returned to her human life, if she went back at all?

_Could I even do life without The Doctor?_

Clara didn't drink much at all back home, she had only been drunk a few times in university, but she was no lightweight. Whatever was mixed into the drink had highly intoxicating properties; it was the first and only one Clara consumed that evening. It undoubtedly fuelled her thoughts, making her mopey and unlike herself. The party grew more outrageous as the night went on. Colours and people became blurred; music travelled directly into her eardrums creating the most euphoric experience, and a warm, tingly feeling began working its way over her skin. Soon Clara's inhibitions drifted off, and without realizing, her body swayed effortlessly to the rhythms of the beat. She moved with and against fellow masked dancers, joining in traditional dances of this aquatic culture mixed with mainstream music. She felt alive, she felt free and on fire like the stars burning in a million galaxies.

Grinning madly at the end of the last up-tempo song before a slow dance, she moved tiredly over to a lounge area located on the opposite side of the entrance. She plopped down into a well-cushioned chair, ran her fingers through her hair and proceeded to think out loud.

"Funny, I can walk jus' fine, but I feel like…well I prob'ly shouldn't have had that drink...This is sooo _weird_, I wish Chin Boy was…"

"You wish 'Chin Boy' was _what?_"

And then she realized she was very much not alone.

_Stupid, stupid, stupid. Here comes the lecture on unfamiliar beverage consumption and talking to strangers…  
_

Clara arched backwards over the chair, looking upside down at the familiar figure of The Doctor staring at her. Even in a reverse image, she could tell he wore the same curious expression on his face.

_Or is that his mask?  
_

She simply smiled and laughed dazedly. "Hey."

"Hello."

The smugness of him; she awaited the lecture, but he only continued to stare down at her, the raised eyebrow not lowering a fraction. Clara squinted, analyzing his demeanor. She huffed and stood up to face him, standing closer than intended. His eyes pierced through his black and white mask, the blue shining like constellations in the night sky. She suddenly felt very small with his frame leaning over her, the fire rushing to the surface of her skin again.

"S-so, decided to join the party, did you?" she asked, failing miserably at playing her emotions down. She was absolutely wired. "When did you get here?"

She eyed him up and down, admiring the semi-reflective gunmetal fabric of his suit. It accentuated his broad shoulders flawlessly. "Cut" wasn't the right word to describe how appealing he looked tonight. The Doctor was dressed to the nines.

He leaned in to the side of her head, speaking over the volume of the music. "Well, I thought it strange to find my companion at a masquerade by herself."

Clara visibly wilted. There it was again, _that word_- companion. She mentally scoffed and remembered why she ventured off on her own in the first place. Before the scolding she rehearsed could be dished out, The Doctor's hand found its way to her shoulders, rubbing small circles with his thumb.

The music changed tempo once more, lights trailing across the room. Clara's heart thumped in her chest and flooded in her senses. It felt like a dream with her and The Doctor standing so close together. Her thoughts used to be so clear and ready to express to him, but one drink and she was done. Now he was the only thing surrounding her. She breathed in the scent of him, so familiar and heady and warm. Head spinning madly, she lost her footing and then stumbled forward, The Doctor catching her before she fell.

These feelings didn't stem from the alcohol.

Clara heard him take a breath. "You know, this reminds me of the time we spent in Sweetville…"

"You mean the time we pretended we were married?" she stated cheerlessly.

The Doctor continued on, "You were completely out of it when I reanimated you, not because of too much to drink though." His head cocked to the side, "That's a first."

"You know what they say- there's a first time for everything, Doctor."

He brushed the bangs from her eyes. "And a second," he whispered, sending tingles up her spine.

It was too much too soon. She wasn't prepared. Clara panicked. "This isn't fair! You don't get to do this," she said exhaustedly and pulled her arm away from his reach. "You can't just come down here and expect me to instantly grab your hand and say, 'Lead on Doctor, lead on!' Time Lord _'with the TARDIS'_ or not, it doesn't justify you…turning on me like that."

Surprise washed over him momentarily and then settled into his normal look of guilt. She crossed her arms defiantly, trying to remember the words she needed to say, but they wouldn't come. The night had already taken an unexpected turn, now things were getting out of hand. Clara was losing her grip on her rational mind.

He stood close behind her. She could feel his breath on the back of her neck as the two stared out the large window into the ocean. His voice was soft and low in her ear.

"You know, sometimes I feel I'm two very different Doctors. I've lived many different lives, yes, but at the heart of it all…well, I'm no different than anyone else, really. I prefer not to allow my emotions to drive me."

"But Doctor, you do it all the time."

"That's just it isn't it?"

She shook her head, confused. "What's it?"

Hands gripping her shoulders, he spun her to face him. "I haven't invested my emotions in what matters most to me."

He looked into her then, with an intensity she'd never experienced before. It was unfamiliar, determined, anguished. The Doctor went from being The Doctor to someone else entirely. "I'm sorry, Clara, for what I've done to you, I'm sorry. Truly."

Hang on, _an apology? What? This must be a strong drink…oy…_

"Just like that?"

"Just like that."

Clara paused momentarily trying to think sober, coherent thoughts. "But…you do understand why I was upset, right? I mean, we've spent all this time together a-and sometimes you look at me like I'm not even there, like you can't tell me what's going on inside your head."

He moved to interject, but she raised her hand. "Let me finish. Now I don't always know or understand the millions of thoughts living in that spacey mind of yours, but you know for a fact that we're excellent at filling in the gaps…"

"Well, one of us is better than the oth"-

Clara smacked his arm. "Hey, watch it Chin Boy. Having a moment here, yeah? Don't ruin it. Anyways, we've been together long enough for you to figure out that, while we're both excellent at filling in the gaps, one of us needs to take their first step forward. And let me tell you, _I've_ been standing in the middle of that gap, waiting for you to meet me halfway for a _very_ long time."

There was the blazing silence again, the sound of the music drowned out with their breathing and the ferocity of their emotions running high. This was it. The make or break moment before them. Before she realized it, The Doctor's face was inches from her own. His fingers trailed painfully slow down the 'v' of her dress, leaving goose bumps in their wake. Clara's throat went dry when his lips brushed her ear.

"You know, last time I checked, Clara Oswald, fixing things is what I do best. If it's a gap you're worried about, I can easily fill it."

Once their eyes locked, Clara couldn't look anywhere else. Embarrassment was never an issue with The Doctor, but the way he stared at her made her feel self-conscious and fully aware of the desire she held for him in that moment. Perhaps it was the lighting or her drink that affected her vision. Standing this close to him she couldn't help noticing the firmness of his jawline, the shadow of his stubble, how his hair appeared darker in the shadows and the curve of his lips turned up slightly like he was thinking of something funny.

The Doctor's hand continued down her back to her waist and brought her flush against him, heartbeat to heartbeat. A knot formed in her stomach and Clara was finding it difficult to breath. Any quick-witted comments she usually gave to diffuse the tension were lost to her. She fought the lump in her throat trying to regain her composure.

"I've never seen you like this before…"

He flashed her a wicked smirk, face moving closer to hers. "That's the thing about masks. They give us the freedom with a fallback. We can pretend to be someone else entirely."

"I guess that makes you the master of disguise then," she whispered, lips barely ghosting his. She felt him grin against her.

"No. It just means I'm extremely clever."

Her jaw clenched and before Clara could take a proper breath, The Doctor yanked her towards him, closing the remaining distance between them with a hungry kiss. His lips were firm and unyielding, moving over hers with an intensity that rivaled her own. He tasted of metal but sweet, like licking the sugar from a spoon. Clara expected to be the one to take the lead after tonight, but he had her shaking in his arms, hands fisted in his hair as he backed her against the wall.

"You should wear masks more often," she suggested between kisses. "You'd be like a superhero or something. Take the mystery up a _notch."_ His tongue ran along the sensitive skin behind her ear.

"I think," he whispered darkly. "That you shouldn't wear anything."

Her pulse was liquid electricity shooting through her body, hitting her in places that it hadn't in ages- among other things. She ground her curvy hips into the erection beneath his slacks, groaning into his mouth and relishing in the feel of his hands squeezing the back of her thigh. He had her utterly hypnotized. Any resolve left in her faded to a muffled echo in the furthest corner of her mind, yet it still nagged at her. His ministrations were aggressive, almost possessive, not that she was complaining. It was a surprise to see this side of him when she expected his approach to be far more hesitant and gentle.

_It's nothing,_ she thought, brows furrowing. _It's all in my head. This is what I wanted, I'm just not used to it yet…_

They broke away from each other shakily, Clara's hands searching for his under the shadow of the lounge. The music grew louder in her ears, her vision focusing on the party still in full swing.

"We just full-on snogged in front of all these people," she realized, blushing further.

He played with her fingers, still catching his breath. "What was it you mentioned earlier? 'There's a first time for everything?'"

"Yeah, and a second," she laughed, hoping he caught her double meaning.

Hand gripped in his, he brought her wrist to his lips and kissed it tenderly. "Clara, my Clara...So funny and so pretty."

The atmosphere seemed to shift. Clara was tired of waiting. She pushed away from the wall and dragged him through the crowd, the anticipation nearly turning her inside out. They burst through the doors, almost knocking over a group of servers heading inside.

"Sorry!" she yelled and turned on her heels to face The Doctor when they reached the lift. "You, me, upstairs, _now_."

About to pull him into the lift with her, he braced his hand against the outside, stopping her in her tracks. "Yes, right, excellent plan, Clara. However, I need to grab some things first."

Her expression shifted to confusion. "Some…things?"

He paused, waiting for her to catch on.

Clara's eyes widened as the mental light went on. "Oh, some _things_, right. I knew that. Of course I knew that."

"Right. You head upstairs. I'll be up before you can say,"

"'Bowties are cool'?"

He pressed the button and kissed her forehead. "That's my girl."

_Who's leading whom now? Ha._

If there was ever a more appropriate time to do a happy dance, it was now. Her feet skipped giddily as she sang her victory.

"Did that actually just happen? Yes, yes it did. Oh wow."

Each level she went up, the giddier she felt. The 'ding' signaled the arrival to her floor and she turned around only to be met by a tall figure wearing a grotesque alien bird mask. Clara released a blood-curdling scream, which the figure joined in on briefly before chucking his disguise behind him.

"Clara, it's _me, _see?"

She reluctantly opened her eyes to see The Doctor tugging on his cheeks awkwardly, making all sorts of ridiculous faces.

"Ow. I'll stop doing that. You get the point. What are you doing back here so early? It's only half past twelve," he noted, referring to his pocket watch.

Clara slowly walked out the elevator clutching her chest, and then punched him forcefully in the shoulder.

"Again, owww-what did I do!"

"You scared me half to death, you great idiot! …Why are you wearing a different suit?"

It was cream instead of the gunmetal he had worn in the ballroom.

"I was just"-

"Never mind, shut up."

She interrupted him, shoving him against the wall, and kissed him languidly. The Doctor argued with himself, taken completely off guard and unsure of where to place his hands. He flailed helplessly under Clara's grip until she let go and stared at him like he had two heads.

He scratched his temple nervously. "Right, okay…I was just going down on you- going down _to meet you_, to _meet _you. Oh for goodness sakes," he sighed rubbing the bridge of his nose. "That's why I'm wearing a different suit."

_What on earth is going on?  
_

"But you told me to wait upstairs. Did…did you get the stuff already?"

If this was some new game he was playing, Clara wasn't sure if she understood the purpose of it.

The Doctor appeared equally as confused. "What stuff did I say I would get?"

"You know, 'stuff'."

He stared blankly.

"Condoms, Doctor!" she grit through her teeth.

He recoiled backwards against the wall. "WHAT?!"

There he went again, crawling back into his manboy cave, too afraid to finish what he started. The fire had been extinguished.

Clara shoved her finger against his chest. "You are unbelievable. You, _sir_, are the dumbest smart man I have ever met. Way to kill the mood."

Completely oblivious as to what else he had done to offend her, he tilted her chin up to face him. This predicament was highly unusual. "What mood, Clara, what did I do?"

_Unbelievable. _

"Oh that's, mature. Pretend like the last half hour never happened. You really do kidnap girls for snogging purposes. You could've at least done me the courtesy of feeling me up in your blue box!"

The pieces were slowly coming together in The Doctor's mind, and he didn't like the look of things.

"According to you, we've been…_doing things_…but Clara, I've been up here the entire time."

That faint nagging moved to the front of her mind, growing in volume, bringing new memories to the surface. It created a path of devastation, disgust, and disappointment as the realization dawned on her.

_ "'…There's a first time for everything, Doctor.'"_

_ "'And a second.'"_

_ "' I prefer not to allow my emotions to drive me…'"_

_ "'…Fixing things is what I do best…'"_

_ "'That's the thing about masks…You can pretend to be someone else entirely."_

_ "' I'm extremely clever.'"_

_ "'Clara, my Clara...So funny and so pretty.'"_

"Doctor…" Clara's knees lost their strength and she gripped his shoulder for support.

_This is not happening. This isn't even possible. This…_

Swallowing hard, he watched the colour drain from her face as she spoke her next, grave words. "I don't think you're the only 'Doctor' in this hotel."

* * *

_A.N: _I know. I'm an evil time-wench and you all hate me. But who didn't love Mr. Clever?


	3. Checkmate

**A/N:** Hello my lovelies! Thank you thank thank you for being so amazing and patient. Your messages on tumblr and reviews on have encouraged me greatly through the last few weeks. I apologize for the delay in the update. I ran into technical issues, on top of some personal chaos. Writing is my escape, my TARDIS away from the demons in my life.

I am a perfectionist, so I tried to iron out any wrinkles in this chapter. I added an extra 2,500 or so words to say thank you.

Also, if you are dedicated to the craft, I am looking for a Beta! Message me if you're interested :)

Love, Blue

_**Inspired Songs:** _  
_Bright Lights and Cityscapes_ by Sara Bareilles  
_Wonderwall (Cover)_ by Natalie Lungley  
_I Need Some Sleep (JacM Remix)_ by Eels  
_No Light, No Light (Breakage's One Moment Less for Mortimer Mix)_ by Florence + The Machine

* * *

Sleep escaped The Doctor in the early hours of the morning, his thoughts plagued with Clara's statement. Her face had contorted to one of such dread, that it left him fretful of her mental state. He'd seen Clara scared on several occasions, but never to the point of fainting. She had turned ghastly white, and the minute she'd dropped into his arms, he ran his sonic screwdriver over her to evaluate her blood toxicity. The results were alarming. He'd swung her into his arms and bolted for the TARDIS where he placed her gently on her bed. He'd aided her in swallowing a liquid remedy determined by the TARDIS' medical archive, a mixture containing the sap of the Cuivienen fire tree. Its properties were strong enough to burn up the toxins in her system, and hopefully only leave her with one hell of a headache.

This was not the product of a drinking binge.

Clara had been poisoned. And it should have disintegrated her entire structure, leaving nothing left but a pile of dust.

The Doctor's presence remained unnoticed by her as she slumbered, her chest rising and falling softly. He protectively watched over her, wiping the sweat from her body with a cold compress to relieve the heat produced by the detox.

Stifling a yawn, he eased into the chair beside her bed and stretched his stiff, aching legs. How had things escalated so rapidly, he wondered. But he knew, really. Travelling through time was a catch twenty-two. Involving one's self in the affairs of other worlds built a history of negative and positive. While he may have intended good in one place, the very beings he aided might see him as a threat. The debate between what defined good and evil was subjective to everything in the universe. The Doctor loved pies of all different sorts, but he had stuck his fingers in too many of them. Now he'd shoved Clara's in as well. Innocent Clara who'd done nothing save for put her trust in his every whim. It seemed like yesterday that she'd begun her travels with him, all questions and curiosity shining behind the bright eyes of a twenty six year old woman. Three years had passed since that day, and only a year ago Clara began travelling with him full time. That night they'd sat at the entrance to the TARDIS in peaceful silence, feet dangling over the edge as they watched the birth of a star.

"Orion's belt looks like a little speck of nothing from earth," Clara spoke softly, as if anything louder would make the star drop from the sky. "I can see it from my yard, the whole sky…and all of it looks like this up close. It's like my entire life, I was only watching the previews."

The Doctor leaned into her and raised an eyebrow. "Are you comparing the entire universe to the _cinema?_"

"Yes I am." She rolled her eyes. "What? You've got something more Time Lordy to say?"

"_Time Lordy?_" he snickered. Clara nudged him playfully.

"Oh, shut up."

They continued to watch the spirals of gas and matter collide, admiring the sapphire and crimson scenery.  
"Doctor?"

"Hm?"

"Thank you," Clara said.

He grinned down at her. "For what?"

She linked her arm through his and rested against his shoulder. "For taking me to the cinema."

Atoms of light squeezed under the massive pressure. A cracking, thunderous noise erupted from the forming star, drawing Clara's attention to the cosmic fireworks taking place. She basked in it, the colours illuminating her in a way he'd never witnessed before.

A tightness grew in his throat. The way her spirit ignited with excitement left him spellbound. In all of his one thousand years, he had never seen anyone wear wonderment as breathtakingly as Clara Oswald.  
The Doctor realized just how intimate this was; how warm Clara felt against him, the softness of her wrist brushing his, the way her hair smelled of coconuts and vanilla. Ignoring each of his instincts to shift uncomfortably, he pulled her closer. Enjoying her like this was the most dangerous thing in the world for him. And in that moment, as a new star grew before their very eyes, something ignited between them.

No other words were uttered until they turned in, leaving each other with a simple 'good night' as they entered their neighboring bedrooms. A single expanse of hallway separated them, both of them lying in the warmth of their beds, recognizing that 'good night' suddenly meant a whole lot more.

Though he tried with all his might, he couldn't shake the words Clara had said to him outside of the lift. He'd sampled what had been meant for him. He brushed his fingers across his lips for a moment; her kiss had never left them. He knew what her implications were and how much they affected his basic instincts, but, for the sake of her safety, The Doctor chose to believe it was the poison talking.

People had done less savory things under the influence of alcohol; this was stronger.

He observed her with sorry eyes, clothed in the foreboding shadows of the room. He clenched his fist; jealousy and rage reared its ugly head within him. The evening was meant to be joyous and filled with all of the merriment birthdays should bring. They were meant to experience it together, but the danger followed him once again, and it had deceived _her_ in the cruelest of ways. It left a bad taste in his mouth to think that someone manipulated her feelings, and more so, while impersonating him. Clara was not a victim of circumstance. She had been a pawn in someone's game and The Doctor was determined to find out why.

There was movement under the sheets, followed by a weak cough. Clara awoke with her head throbbing, a painful reminder of the previous night's events in more ways than one. But the more she tried to remember the party, the less any sense was made from it. There was a person there with her; a familiar voice, a face she trusted but it wasn't the same, the bright lights. Her fingers glided over her collarbone.

_A caress._

It was all too fuzzy, which sent a chill up her spine because, for a reason unbeknownst to her, Clara felt like she'd been violated.

She groggily propped herself up against the cushioned headboard, reaching for the glass of water sitting on the bedside table. She smiled to herself before quenching her thirst. The Doctor must have carried her inside. It was a unique trait of him to place emphasis on the little things in life, especially when his world was so spacious.

Whoever thought of the philosophy that silence was a great healer, clearly never experienced a morning-after of regrets. There's a moment when one wakes up to a blissful, momentary clean slate. The problems don't exist and the day is free to be filled with dreams and plans. Then it's gone like smoke in the wind.

She went to set the empty glass on the table when she noticed The Doctor beside her. Her fingers traced the rim of the cup absentmindedly. "Did you, um, put me to bed last night, Doctor?" Her voice was weak and raspy despite the water she'd downed.

"Yes."

"When did I-"

"Shortly after we spoke in the hallway."

"Right."

Nothing compared to the persistent guilt that welled up inside Clara. Ending the night drunk had not been her intention, yet her thoughts returned to the false mantra that is was. She felt exposed and nervous, reminiscent of her childhood when she was disobedient to her parents. The waiting twisted both of their insides uncomfortably. She could see it written in his posture, in the creases of his brow, and in the way his hands fidgeted together.

When she moved to get up, he placed a hand on her shoulder and stopped her. "Wait a minute Clara, you need to relax."

The next words she spoke were ones she never dreamed she'd say to him. "It's just a hangover, Doctor. Other than a walloping headache, I'm _fine_. Now shove over." Clara swatted his arm away in another attempt to leave, but he wasn't having any of it.

With one knee firmly planted on the edge of the bed, The Doctor gently grasped both her wrists and eased her back down, almost covering the entirety of her. Their proximity sent the memories flooding in to remind her of why she was afraid to face him. She'd thrown him against the wall and kissed him rather passionately in the hallway on their floor. She also vaguely remembered tongue, though she was hoping it was all in her head.

Somehow her brain lost control of her mouth, and before she could process the thought, the words slipped right out. "I ate your face last night. I am so sorry."

He averted his gaze, the little boy in him flustered beyond belief. Clara watched the redness rise to the surface of his cheeks. She wanted to bury her head so deep in her hands that she'd get lost. She still wore the dress from the party. It was freshly wrinkled and seemed to have lost its magic confidence building powers.

The Doctor was a man of many words, but he'd never had a companion that left him completely speechless the way she did. All he could do was touch his forehead to hers and laugh at how utterly 'Clara Oswald' she was. Laugh to mask the embarrassment, the fear, and the sadness. Laugh at how brilliantly unique and beautiful she was; that when he almost lost her, she'd come back to him.

"Oh Clara," he chuckled next to her ear. "You're alright. You're normal, you're very, _very_ normal."

She sunk into the pillows, eyeing him strangely. "Are _you?_"

"No," he grunted as he rolled over onto the other side of the bed, hands folded behind his head. "Not in the least. And you know, I like it more that way. Makes life more dangerous, more fun. Well, not when your facing death, that isn't fun."

When his thumb brushed over her cheek, she instantly knew something was wrong. Clara was straight to the point. "Doctor, what aren't you telling me?"

"I figured you needed the rest."

_I need an aspirin…_thought Clara. "More than rest, I take it. When you said 'poisoned', did you mean…?" She pointed to herself. The Doctor nodded hesitantly.

"So I wasn't actually drunk?"

"No, just very dopey. Most of what took place was the result of…" He couldn't bring himself to say the words.

The reality of the situation weighed heavy on her. Her stomach felt like it had turned to lead. She'd willingly run headfirst into danger for The Doctor a hundred times, but this was different. Someone wanted _her _dead and she'd been completely blind to it.

Clara swallowed hard, tears sitting on the edge of her lids. "On a scale of one to ten…how close was I to dying?"

He shuddered and then paused. "A nine."

"A nine. Okay, then…phew, that's uh…wow." She couldn't take in proper breaths and spat out sentences trying to make sense of it all. "This is silly, we need to find out who did this. We can't just sit here…"

"Clara."

"…I should get dressed and then we can head out…"

"Clara, you're in shock."

She blinked back tears. "How could I have been so stupid? I can barely remember what happened. That's what I get for running off, and you're always warning me not to run off, but no, I have to act all childish and…God, I'm proper _idiot._"

_"Clara."_

She tried to conceal her face, suddenly unable handle it all. She sobbed into her hand. To think that she might have not seen him again, that their final moment together would have been arguing over something so childish, it made her want to cling to him and never leave the bed.

Clara turned to him, red faced and eyes swollen. "You saved me," she wept brokenly.

"Clara," he murmured, grasping her small hands like she was going to drift away. "I should have been with you at the party. You're under my protection…I care about you very much. It is _entirely_ my fault. God knows if anything happened to you, I'd never forgive myself. " The frown deepened, his eyes containing a mixture of emotions that were unreadable. Clara wasn't sure how to interpret their physical closeness, last night leaving her confused and untrusting of her own judgment. He looked away briefly, thinking back to their argument. "I was cross with you for no reason at all. I'm so sorry Clara." He cupped her face and placed a kiss on her cheek. "My Clara."

She rested her forehead against his shoulder, half from her headache and half from emotional exhaustion. She felt him tense beneath her, awaiting a response of some kind. For the second time in two days, the truth trickled away. There were feelings and thoughts screaming at him from inside her head, but she didn't know how to express them as easily as she believed she could.

Clara entwined her fingers with his affectionately and spoke in a quiet, tender voice. "We all have buttons for our own reasons, Doctor. There'll be days when they get pushed in one way or another. But that doesn't matter," she said, offering a small smile. "Because I'm here with you right now, and you're not explaining my never coming home to Artie and Angie."

The Doctor straightened his posture and flashed her a heart-swelling grin. It was matchless, one she'd seen thousands of times, but made her feel new again. "I don't deserve you Clara Oswald. You're far too good to me."

"Yeah, I'm really fantastic, nearly dying on you like that," she sniffled. "Great friend."

He shifted his position and sat cross-legged in front of her. "Now, about getting some answers, I need to see exactly what you saw, from the moment you stepped in to the party. Do you remember anything at all Clara?"

Her arms folded over her chest while she collected her thoughts. "It's sort of fuzzy, I can't…recall specific things…"

"It's fuzzy, of course you're fuzzy." He lightly tapped the side of her head. "You were poisoned." The Doctor brushed away her fringe and laid a hand on her temple, lightly pressing his thumb into the skin. "The toxins in your system have cleared but it's left your memory in a state of delirium. Your hippocampus-"

"Hippowhatus?"

"Squishy grey matter that stores memory. It's quite literally scrambling any events that occurred shortly before you passed out. I can view your memories through 'sober' eyes. If there's anything we're missing, I stand a chance of finding a clue that'll point us in the right direction."

Clara shrunk back from him, raising an eyebrow skeptically. "Okay Professor Xavier, since when could you read minds?"

"It's a Time Lord thing."

"It's always a 'Time Lord thing'," she uttered quietly.

"Hush. We need to walk through them together. Just think of me as your invisible spotter. Now let me see."

He made a move for her head, but she dodged him. "What if there's something I don't want you to see?" Could he have access to her emotions as well? What if he discovered the poison hadn't affected her the way he believed it did?

"_Is _there something you don't want me to see?"

"Yes."

"What?"

Clara shrugged her shoulders and bit her lip sheepishly. "Ev…erything?"

Of all the times there were for Clara to be self-conscious, now had to be one of them.

Wrinkles creased The Doctor's forehead. "Clara, whoever did this to you wanted to ensure you'd never reach me in time, which means there is something important I'm missing," he stated, the words hot on his tongue. "This won't hurt a bit, but you'll probably recover from the mild amnesia you're experiencing."

She stared holes through him. Without breaking eye contact, she said, "I'm trusting you with this, Doctor. Don't wander off." Clara reluctantly slid back down into the softness of her pillows.

He leaned in close. "Hold still, this is a rather…intimate process."

Clara's world faded to black and The Doctor began his work.

He plunged into her timeline, sinking into the darkened depths of everything that made her Clara Oswald. Her subconscious was aware of the intrusion, pushing against his mind to shield private thoughts from prying eyes. She was a live wire and one wrong move could induce a panic stricken nightmare. A scene from a person's life was a fragile thing; too slippery to hold on to if not careful. Answers couldn't be summoned like a database search engine.

The Doctor was no danger to her, and he telepathically calmed her unease while searching, reminding her who he was.

It was a tiresome process, one that demanded extreme concentration. They appeared as sudden flashes of colour, highlighting faces behind eddying clouds. He delicately sifted through high school crushes, birthday parties, and bad hair days; drifted past the closed doors of rooms he wasn't allowed entrance to, until he found what he was looking for. A stream of light broke through the mist and crawled across his vision, leading him towards a door that stood slightly ajar. The Doctor hesitated, the memory beckoning him forward but urging him to stay where he was. Clara knew she needed to share the information with him, but her mental state was conflicting with her trust. She was afraid.

He placed his hand against the door. _Clara, you have to understand me when I say that this is all research, nothing more, _his thoughts echoed before slipping inside.

The memory instantly materialized around him, placing him in a long stretch of dimly lit hallway underground. He heard the dull reverberation of the lift behind him, and turned just as Clara emerged from the doors. Aloofness was no issue; he was a ghost to her, neither seen nor heard, and so he remained an invisible escort, keeping a watchful eye on their surroundings.  
Music grew louder as they approached the ballroom, the lights emitting an ethereal glow. His dual hearts ached for her, lying unconscious in her bed with little to no awareness of what had happened. Such a horrid shame, that, like many of his companions, she'd fallen victim to someone else's subversion.

The dream realm was limited by how much had been explored in the waking world. Portions of the room were missing, a twinkling blackness taking their place. Though the ballroom's size could have roughly fit two thousand life forms, The Doctor was perplexed as to why it was empty. As time passed, it disturbed him to witness Clara behaving as if the room was full. She fell further into a state of disorientation. She danced with herself. She drank by herself. She struck up conversations with the air.

He couldn't make sense of it. If he was seeing her memories untainted, the only explanation, and it didn't seem logical, was that the whole event had been fabricated.

_One massive hallucinogenic wonderland_, The Doctor thought warily, pacing the room looking for clues._ But why?_

Clara's voice rang across the room. He immediately recognized his nickname, Chin Boy, and heard the approach of unhurried footsteps. Then a voice, _his_ voice, filled the cavernous ballroom. But he was not speaking, and if he had been, Clara wouldn't have heard him.

His head snapped in her direction. She was not alone. The Doctor was lost for words, too shocked to speak as he turned his stare towards an exact clone of himself. This duplicate was no shape-shifter, not a rogue specimen of The Flesh nor a man in a well-made disguise. It was the faint gleam of light meeting silver that had him at a stand still. They were in danger, a far greater danger than he thought possible. Clara had come close to literally sleeping with the enemy.

The Doctor listened intently while they argued, but kept his distance. Invisibility couldn't hide the upsetting guilt washing over him; he'd heard what Clara had said and he knew what would happen next.

His mouth formed into a hard line when the Cyber Planner pinned her against the wall, his back screening Clara from view. There were moans and the wet sounds of kissing. The Doctor's skin crawled knowing the fingerprints of his anti-self were still on Clara.

And then, with the few pieces of information he'd gathered, a theory sparked. It was rough, but much better than no theory at all.

The Doctor barreled out of the room, down the hallway and through the door. He felt the floor disappear beneath his feet as he was vacuumed into his own consciousness like a black hole. They both returned from their trance with a sharp intake of breath. Clara gripped her skull as a pressure built within her head.

"Gah, what _is_ this? Feels like my head is being run over by a bus."

"They're your memories returning to you, your _real_ memories- the way I saw them. Just try to relax." Clara keeled over in pain and he immediately rubbed soothing circles on her back.

It released each detail behind her eyes like a film on fast-forward, increasing her heart rate until it beat in her eardrums. "I don't understand…There were people there. I saw them, I f_elt_ them," she hissed through clenched teeth. "And there were two of you…I remember now. But it wasn't you at the masquerade, it was—_aaugh_," she cried painfully as she felt her senses overload. The throbbing headache faded along with the surge, leaving her slightly winded and uneasy on her feet. Clara looked to The Doctor, desperate for him to make sense. "The Cyber Planner," she inhaled, gathering her bearings. "The Cyber-Planner's here? That's not possible, he was a _part of you_, and I was there when you fought him. I had my suspicions, but it doesn't add up."

Clara's eyes darted frantically in front of her, then a faint sigh escape her lips. "I kissed him and we almost…_somethinged._"

She noted how The Doctor's jaw clenched at the word and how he fidgeted with his shirt collar. "You weren't yourself," he said without meeting her gaze. "There's a barrel of reasons why and they all need sorting. So I'm going to sort them out." The mattress springs squeaked beneath him and before Clara could respond, he'd left the room.

The idea of never leaving bed was rather tempting, but Clara had big girl problems to deal with. She supposed The Doctor wouldn't look at her the same with the image of her snogging his copy etched in his mind. Then again, it might drive him to pursue a more adult relationship knowing what he was missing. She shook her head.

"God, what are you even thinking Clara Oswald?" She scolded herself before whipping off the bed sheets and padding to the bathroom. "You were nearly just murdered, so let's access the damage, shall we?"

Hands gripped firmly to the edge of the sink, she gathered the nerve to face the mirror. Her hair flipped out and stuck up at odd angles, void of the bouncy lift it held at the party. Dark eye makeup settled in the barely there creases around her eyes, and her lips were slightly swollen.

Clara poked and prodded at her face, wiping away the makeup and grime, wishing it would take her shame along with it. When things couldn't seem any worse, she noticed a dark spot on the side of her neck, right underneath her ear. Her stomach dropped.

_Is…is that a hicky?_ She tilted her jaw upwards gaining a better angle. She guffawed angrily. _That sneaky bastard- it is! _  
It felt like forever that she stared at her melancholic reflection, wondering if there was a duplicate Clara gallivanting somewhere in the universe.

_Bet she walked into a sunset with the _right_ Doctor…After two years, you'd think I'd be able to tell the difference._

The battle with her hair was pointless. Clara tied her untamable locks into a ponytail before slipping on an oversized grey sweater, a pair of indigo leggings, and black Dr. Martens. The Doctor worked over the console, adjusting a few gauges and running scans on the various screens.

Clara worried her lip and watched him attentively, waiting to know what their next move would be. The Doctor shot her a look of unease from the corner of his eyes and drew in a long breath. "I'm heading back downstairs where I can properly analyze the building's layout."

"Don't you mean 'we', Doctor?"

"No, Clara. 'I' as in singular, which is me. You're staying here where it's safe."

"Bollocks," she said impulsively, her brows creasing. "I'm going with you."

He focused on the bright lights of the scanner. "You're staying right here," he repeated, his voice steely. He moved towards the doors but Clara stepped in front of him blocking his way.

"You're being absolutely ridiculous! Honestly, up until now, the word 'safe' wasn't even in your vocabulary."

"I'm expanding it and it's the word of the day," he said, voice dripping with sarcasm. The Doctor stepped to the left and she slammed her hand over the railing. "Clara, would you _please_ let me through."

"This is the first time you've ever asked me not to come with you, which is why there's no chance in hell that I'm sitting this one out. You're always telling me not to run off on my own and I'm not letting you do the same."

The Doctor roughly dragged his fingers through his fringe. "This is different," he drawled.

"How, exactly? Is this a gender stereotype thing, because if it is-"

"It's different because I almost lost you!" Clara felt herself press against the doors, unable to maneuver out of the tight space. "Wasn't my apology enough?"

"Not fair, you know I can hold my own."

"Of course I do, which is precisely the reason why you're one of the most astonishing people I've had the privilege of knowing. You don't think twice about showing how you feel, you're headstrong, and you do this cute… twitchy…nose thing when you're confused."

_"Cute?" _

"T-the point, Clara, is that while you're strong, it means that I have more to lose."

She hesitated before backing up and opening the doors. "Okay…alright, I get it completely."

The muscles in his face relaxed upon hearing the words. "Good, so you'll stay in the TARDIS?"

"Nope." Before he could interject, she'd already run across the hotel room an burst through the door.

"Always with the running."

* * *

The windows framed a scene of grey clouds and monstrous waves, reaching the height of the airship dock in powerful bursts. The sound carried through the lobby like dull white noise. It filled Clara with an unsettling coldness that seeped down to her bones. Her breath fogged in front of her and she let out an involuntary shiver, one that didn't go unnoticed by The Doctor.

"Here, take this," he said softly, helping her into his tweed jacket.

"Thanks." She hugged the warm fabric tightly, wishing she'd worn a thicker jumper. "Not exactly toasty in here, is it?"

"Besipaari's weather conditions aren't desirable for organisms used to warmer climates. The heating's supposed to be running, but they've turned off all the power."

"What'd you mean 'they'?" Their footsteps echoed against the hard stone floors. "I don't think there's anyone here," she whispered, grabbing his hand tightly.

"That's what I was afraid of." He brought out his Sonic Screwdriver and raised it above his head to boost the signal. They listened intently as it made its usual electromagnetic pops, before it buzzed and shorted out in his hands. He scrunched his face and flicked the tool repeatedly.

Clara looked frantically between The Doctor and his Sonic. She clung to him tighter. "Please don't tell me that our only form of defense just died."

He jutted his chin out. "Oy, what does that make me then, eh?"

"Well I dunno! You're quite tall, good shoulders," she observed, playing up his ego. "You're just sort of…" She turned her palms out, looking helpless for an answer. "Lanky." The Doctor slouched unimpressed.

"Lank- I'm _lanky? _I am most certainly not lanky. Last time I checked, you had a thing for _lanky__,_" he said as he swayed suggestively. _  
_

"You _didn't_ just wiggle your hips at me. You are all sorts of unbelievable today, aren't you?"

"That's Mr. Unbelievable to you."

"All right Mr. Unbelievable. I'm going relocate myself to a far less pigheaded area by the front desk. When you're ready to join the grown-ups, come and see me." She pinched his side, smirking when he winced and jogged over to the computer system. Clara cracked her knuckles before typing vigorously. The registration logs weren't password protected, making it an easy task of finding when the last check-in had been. The Doctor had moved by the front windows, puffing out his chest while he faced his reflection.

"Not lanky," she heard him mutter to himself.

Clara rolled her eyes and chuckled, "Bloody Time Lords," and called out to him. "So I thought, since what I saw last night had been an illusion, maybe no one's been here in a while, until I saw this," she said, tapping the monitor when The Doctor approached.

He put on his glasses. "Three other people checked in after us."

"Right. So if I was only seeing things, then where'd all the people go?"

"And so quickly," he said, twirling the lifeless Sonic Screwdriver in his hands. "Makes an eerie sense though."

"How do you mean?"

"It's extremely quiet in here. So quiet, in fact, that the Sonic isn't picking up any readings. We are the only life forms being recognized, but since we're removed from the data collection by default, I'd say there's more going on behind the curtain."

Clara held her breath and paled. "Do you think Cyber-Planner killed everyone?"

"No…I don't…" The room continued to drop in temperature. They both edged away from the walls as new frost began forming on the glass and tiles. "The cold is used for preservation, protection, it keeps things dormant."

They both shivered violently and clung to each other for warmth. The nerves in her fingers dulled and her knuckles turned to a soft shade of red. Despite their efforts to fight it off, drowsiness crept over them before bringing them to their knees in a heap on the floor.

"Clara," The Doctor slurred. "Y'gotta stop passing out like this, it's becoming a habit." He looked down, but her wide-eyed gaze was fixed in front of her.

"Doctor, I think I know what happened to the tourists."

He followed her line of sight with equal hesitancy before swallowing a large mouthful of frosty air. Before them stood an army of five hundred cyborgs, all of which varied in species and sex. Silver circuitry pierced their flesh, weaving intricately through their limbs like snakes, coated in dried blood where they had made entry. It formed a sort of chrome exoskeleton, leaving them dead in the eyes and their complexions ashen.

Clara's blood ran cold within her veins and her stomach churned. "Oh my God…Doctor…Doctor, look what he did to them. He's _butchered _them, all of them, and the children too. Oh _shit," _she sobbed through clenched teeth. "Doctor, I'm scared. I am scared, I am so scared, please, can't you do something for them?"

Equally disturbed, The Doctor was left wanting for a course of action, but there was none to formulate. Nothing in his knowledge could save these people. They were too great in number and too far-gone to repair by any existing methods. He remained quiet and still beside his frightened companion who tugged on his sleeve insistently.

"We're getting out of here, tell me there's another way out please."

"Yes, Doctor, rescue your fair maiden. Swoop her into your arms and save everyone in the nick of time like you always do," taunted a familiar voice. So quickly that their eyes nearly missed it, the empty air in front of them fragmented the light, and the Cyber-Planner materialized in front of them. He adjusted his trousers before resting on his haunches, staring down Clara. "My, my, you are the Impossible Girl, aren't you? You just won't stay _dead._"

It was like seeing a phantom of everything that The Doctor wasn't. Every ounce of darkness gathered up into another vessel. She glared into the steely blue of his eyes, adrenaline fueling her courage. "What did you do to those innocent creatures, you bastard."

"Oooh, and feisty too," he sneered, tilting her chin upward. He looked to The Doctor. "But we like them feisty, don't we?"

"Shut up."

"You really are a daft sod. Let me tell you, you have no idea what you've been missing. She really is quite the treat. Was she always this handsy?"

"Get away from her!" The Doctor lunged at him, but was roughly pulled back by two sets of strong arms. Two Cyborgs had appeared behind him, trapping him where he stood. He tried slipping out of their grasp but they held fast, and when Clara reached out for him, the Cyber-Planner twisted her hands behind her back. Her chest heaved rapidly. She could feel a panic attack coming on. His voice vibrated against her back.

"Oh, you like my new party trick? Teleportation is the latest is world-destroying army technology."

Clara rammed her heel down onto his toe. "Let us go, you sick—_mmph!_"

His large hand stifled her mouth and yanked her weeping form closer into his shoulder. "Tut, tut, I'll have none of that now," he hissed into her ear. "I've decided I want to keep you. Don't make me regret my decision."

Still fighting against his restraints, The Doctor snarled at his doppelgänger, "We watched the Cybermen burn, incinerated completely, and you were in my head so how can you possibly exist?" They had precious little time remaining; he could sense it as he tried to stall for answers.

Cyber-Planner laughed deep in his chest. "You know, I could tell you the master plan and do the whole 'evil genius' thing, but it's a little tacky, albeit cliché, so I'm just going to stick to the basics," he said, backing up slowly. "I kidnap a couple thousand innocent, increase my army, and create an elaborate trap in which to kill you," he shrugged. "We can't resist a mystery, a life-threatening one at that."

The pieces formed together in The Doctor's mind. Clara was never meant to make it back to her room. "You wanted me to find her," he seethed. "You were going to kill us both."

"Except I didn't know you'd be rooming together you sly dog," he said, flashing his teeth. "But I find this situation far sweeter, because now, _now_, I get to watch you suffer. It was easy to play off her emotions. Clearly, you two had a fight which left the perfect opening for me to slide into…well…almost slide into, if you know what I mean."

"Don't talk about her like that, like she's some—"

"Tool? You do realize that I am everything you fear to become, which also means…" Clara whimpered helplessly as he nuzzled his nose across her jawline, making the skin on the back of her neck crawl. His voice took on a dark and sinister tone. "I represent everything that you desire. I am you."

"If anything, you are a twisted, perverse form of my darker side, so spare me the theatrics and tell me what this is for! What the hell do you want?"

"Rebirth. Divine intervention, as it were."

The Doctor's throat tightened. "What use does a Cyberman have for faith?"

"Oh no, you're taking it out of context." A Cyborg stepped from its place in line and took Clara off his hands. The Cyber Planner leaned in towards The Doctor as if to share a secret. "See, we _are_ the divine intervention. More importantly, you of all people should know what it's like to have a second chance. You are but one piece on the chessboard,and I believe it's game over for you, Doctor."

Anger boiled over him that had been laying in wait for centuries, one preserved for the most desperate times. For a moment there was no difference in tone between the two Doctors. "There is not one atom of the universe, no cavern in the deepest ocean where I cannot find you. If you believe for one second that you are safe from me, then you are terribly mistaken."

He scoffed, mocking his words like a child at play. "Oh I know that. Which is why I'm taking a little extra insurance. Let's get one thing straight: if I get an inkling that you're in the neighboring galaxy, I'll make sure the Impossible Girl dies for real."

His words were an iron truth. Negotiating served no purpose, and the only thing The Doctor could do was lament for his lack of control. They'd walked blindly right into a trap.  
Basking in his new victory, the Cyber-Planner patted The Doctor's cheek, reducing him from the magnificent Time Lord he was. "Good, so we've reached an understanding."

Clara reclined from his touch when he approached and kissed the top of her head. "Only The Doctor get's to do that," she ground out through tears.

"Love, I _am_ The Doctor." He grinned at her through hooded lids and then addressed his copy. "Say good-bye to your queen. Checkmate."

"DOCTOR!" She bellowed before the entirety of the Cyber-Planner's army vanished before his eyes. Clara's voice rang against the stone even after she'd left his presence.

The Doctor stood alone.

* * *

A/N: I don't know how I feel about this one, but as always, thank you for reading. Your reviews and constructive criticism are the highlights of my days, really!


End file.
